FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/13/2004 |
3. Issuer Name and Ticker or Trading Symbol
GURUNET CORP [ AMEX: GRU ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, par value $.001 per share, of GuruNet Corporat | 157,227 | I | Owned by Israel Seed III, L.P., of which Mr. Eisenberg is a principal of the Investment Advisor. |
Common Stock, par value $.001 per share, of GuruNet Corporat | 9,372 | I | Owned by Israel Seed III (Israel), L.P., of which Mr. Eisenberg is a principal of the Invest. Adv. |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option to Purchase Common Stock of GuruNet Corporation | (1) | 06/22/2014 | Common Stock, par value $.001 per share | 28,700 | $5 | D | |
Note Convertible Into the Common Stock of GuruNet Corp. | (2) | (5) | Common Stock, par value $.001 per share | 60,000 | $3.75 | I | See footnote(3) |
Note Convertible Into the Common Stock of GuruNet Corp. | (2) | (5) | Common Stock, par value $.001 per share | 6,667 | $3.75 | I | See footnote(4) |
Explanation of Responses: |
1. Option granted as of 6/23/04. 25% of the grant exercisable as of 6/23/05; 1/36 of the remainder exercisable on each of the following 36 monthly anniversaries. |
2. These Convertible Notes were issued as part of the Company's January 2004 private placement. The notes are convertible into shares of the Company's common stock on the declaration of effectiveness of the Company's registration statement on Form SB-2. |
3. Note held by Israel Seed III Annex Fund, L.P., of which Mr. Eisenberg is a Principal of the Investment Advisor. |
4. Note held by Seed Management Associates Ltd., an investment advisor of which Mr. Eisenberg is a principal |
5. N/A |
/s/ Michael Eisenberg | 10/15/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |